Articles
Delaware Courts Confront Question Whether “Cleansing Effect” of Corwin Applies to Duty of Loyalty Claims
May. 9, 2017—Delaware Courts Confront Question ABSTRACT Recent rulings settle apparent divergence between Comstock and Larkin decisions and narrow exception to application of Corwin to cases where controlling stockholder extracts personal benefits in a merger transaction AUTHORS Robert S. Reder Professor of the Practice of Law at Vanderbilt University Law School, has been serving as a consulting...
Minor Courts, Major Questions
Apr. 20, 2017—Minor Courts, Major Questions ABSTRACT In Chevron U.S.A., Inc. v. Natural Resources Defense Council, Inc., the Supreme Court deferred to an agency’s controversial interpretation of a key provision of a regulatory statute. Lower courts now apply “Chevron deference” as a matter of course, upholding agencies’ reasonable interpretations of ambiguous provisions within the statutes they administer....
Undemocratic Restraint
Apr. 20, 2017—Undemocratic Restraint ABSTRACT For almost two hundred years, a basic tenet of American law has been that federal courts must generally exercise jurisdiction when they possess it. And yet, self-imposed prudential limits on judicial power have, at least until recently, roared on despite these pronouncements. The judicial branch’s avowedly self-invented doctrines include some (though not...
Consumer Bankruptcy, Nondischargeability, and Penal Debt
Apr. 20, 2017—Consumer Bankruptcy, Nondischargeability, and Penal Debt ABSTRACT This Article examines the issue of categorically nondischargeable debts in the Bankruptcy Code. These debts are excepted from discharge ostensibly because they indicate that the debtor incurred the debt through some misconduct, there is an important public policy at play that requires the debt to be excepted from...
Reconstructing Local Government
Mar. 21, 2017—Reconstructing Local Government ABSTRACT After the Civil War, the South faced a problem that was almost entirely new in the United States: a racially diverse and geographically integrated citizenry. In one fell swoop with emancipation, millions of former slaves were now citizens. The old system of plantation localism, built largely on the feudal control of...
The Jurisdiction Canon
Mar. 21, 2017—The Jurisdiction Canon ABSTRACT This Article concerns the interpretation of jurisdictional statutes. The fundamental postulate of the law of the federal courts is that the federal courts are courts of limited subject-matter jurisdiction. That principle is reinforced by a canon of statutory interpretation according to which statutes conferring federal subject-matter jurisdiction are to be construed...
Causal Responsibility and Patent Infringement
Mar. 21, 2017—Causal Responsibility and Patent Infringement ABSTRACT It is not uncommon for multiple parties in the stream of commerce—manufacturers, distributors, end users—to be involved in the infringement of a single patent. Yet courts continue to struggle with such scenarios. Attempts to deal with them—particularly when plaintiffs asserted so-called method patents, which cover specific “steps,” or actions—have...
Terrorist Speech on Social Media
Mar. 21, 2017—Terrorist Speech on Social Media ABSTRACT The presence of terrorist speech on the internet tests the limits of the First Amendment. Widely available cyber terrorist sermons, instructional videos, blogs, and interactive websites raise complex expressive concerns. On the one hand, statements that support nefarious and even violent movements are constitutionally protected against totalitarian-like repressions of...
Dell Appraisal Proceeding: Delaware Court of Chancery Finds Price Payable in Management Buyout Understates “Fair Value” by 28%
Feb. 27, 2017—Dell Appraisal Proceeding Delaware Court of Chancery Finds Price Payable in Management Buyout Understates “Fair Value” by 28% ABSTRACT Vice Chancellor Laster declines to give weight to transaction price negotiated by independent board committee and approved by unaffiliated stockholders AUTHORS Robert S. Reder Professor of the Practice of Law at Vanderbilt University Law School, has...
Sector Agnosticism and the Coming Transformation of Education Law
Jan. 27, 2017—Sector Agnosticism and the Coming Transformation of Education Law ABSTRACT Over the past two decades, the landscape of elementary and secondary education in the United States has shifted dramatically, due to the emergence and expansion of privately provided, but publicly funded, schooling options (including both charter schools and private school choice devices like vouchers, tax...
Monopolies in Multidistrict Litigation
Jan. 27, 2017—Monopolies in Multidistrict Litigation ABSTRACT When transferee judges receive a multidistrict proceeding, they select a few lead plaintiffs’ lawyers to efficiently manage litigation and settlement negotiations. That decision gives those attorneys total control over all consolidated plaintiffs’ claims and rewards them richly in common-benefit fees. It’s no surprise then that these are coveted positions, yet...
Aging Injunctions and the Legacy of Institutional Reform Litigation
Jan. 27, 2017—Aging Injunctions and the Legacy of Institutional Reform Litigation ABSTRACT Institutional reform litigation has been an enduring feature of the American legal system since the Supreme Court’s ruling in Brown v. Board of Education. The resulting injunctions have transformed countless bureaucracies notorious for resisting change, including public school systems, housing authorities, social services agencies, correctional...
A Regulatory Theory of Legal Claims
Jan. 27, 2017—A Regulatory Theory of Legal Claims ABSTRACT Procedural law in the United States seeks to achieve three interrelated goals in our system of litigation: efficient processes that achieve “substantive justice” and deter wrongdoing, accurate outcomes, and meaningful access to the courts. For years, however, procedural debate, particularly in the context of due process rights in...
Delaware Courts Diverge on Whether “Cleansing Effect” of Corwin Applies to Duty of Loyalty Claims
Jan. 13, 2017—Delaware Courts Diverge on Whether “Cleansing Effect” of Corwin Applies to Duty of Loyalty Claims ABSTRACT Comstock requires a finding that entire fairness review is inapplicable before Corwin triggers business judgment deference. Larkin applies Corwin’s “cleansing effect” to all transactions absent a controlling stockholder. AUTHORS Robert S. Reder Professor of the Practice of Law at...
Introduction
Nov. 28, 2016—Symposium Introduction: The Disclosure Function of the Patent System AUTHOR Professor of Law, Professor of Chemistry, and Chancellor Faculty Fellow, Vanderbilt University.
Patent Disclosures and Time
Nov. 28, 2016—Patent Disclosures and Time AUTHOR Professor of Law, Emory University School of Law.